Terms and Conditions
Please read these terms and conditions carefully before using our services.
Acceptance of Terms
By accessing and using the services provided by Marshall Point Technologies ("Company", "we", "us", or "our"), you ("Client", "you", or "your") acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions ("Terms").
These Terms constitute a legally binding agreement between you and Marshall Point Technologies Ltd. If you do not agree to these Terms, you must not access or use our services.
By continuing to use our services after we post changes to these Terms, you accept the modified Terms.
Your use of our services is also governed by our Privacy Policy, which is incorporated into these Terms by reference. We reserve the right to modify these Terms at any time, and such modifications shall be effective immediately upon posting on our website.
- You must be at least 18 years of age to enter into this agreement
- You represent that you have the authority to bind your organization to these Terms
- You agree to provide accurate and complete information when requested
- You acknowledge that these Terms apply to all services provided by Marshall Point Technologies
Definitions
For the purposes of these Terms and Conditions, the following definitions shall apply:
"Services"
Refers to all technology solutions, cybersecurity services, artificial intelligence implementations, training programs, consulting services, and any other professional services provided by Marshall Point Technologies Ltd. to clients.
"Client" or "Customer"
Any individual, organization, corporation, or entity that engages Marshall Point Technologies Ltd. for the provision of services, whether through a formal contract, purchase order, or verbal agreement.
"Confidential Information"
Any proprietary, non-public information disclosed by either party, including but not limited to technical data, business strategies, financial information, customer lists, source code, designs, and any information marked as confidential.
"Deliverables"
Work products, documentation, software, systems, reports, or any other tangible or intangible outputs created or provided by Marshall Point Technologies as part of the Services.
"Intellectual Property"
All patents, trademarks, service marks, copyrights, trade secrets, know-how, and other intellectual property rights, whether registered or unregistered.
"Force Majeure"
Events beyond the reasonable control of either party, including but not limited to acts of God, war, terrorism, civil unrest, government actions, natural disasters, pandemics, strikes, or failures of third-party infrastructure.
Services Description
Marshall Point Technologies Ltd. provides a comprehensive range of technology services designed to meet the evolving needs of businesses across Nigeria and beyond.
3.1 Technology Solutions
We provide custom software development, enterprise infrastructure design and implementation, cloud migration services, system integration, and IT infrastructure management.
- Custom software development and application modernization
- Cloud infrastructure setup, migration, and optimization (Azure, AWS, Google Cloud)
- Enterprise system integration and API development
- IT infrastructure design, deployment, and ongoing management
3.2 Cyber Security Services
Our cybersecurity services protect your organization from evolving digital threats. We provide comprehensive security assessments, implementation of security frameworks, and ongoing monitoring.
- Security audits and vulnerability assessments
- Penetration testing and ethical hacking services
- Security Operations Center (SOC) setup and management
- Compliance consulting (ISO 27001, NDPR, PCI-DSS)
3.3 Artificial Intelligence Solutions
We develop and deploy AI and machine learning solutions that transform business operations, enhance decision-making, and create competitive advantages.
- Machine learning model development and deployment
- Natural language processing and chatbot development
- Predictive analytics and forecasting models
- AI strategy consulting and roadmap development
3.4 Body Camera Solutions
Advanced body camera solutions for enhanced security and accountability. Our systems provide real-time monitoring, secure data management, and compliance with regulatory standards.
- Advanced body camera hardware and software solutions
- Real-time video streaming and cloud storage
- AI-powered video analytics and incident detection
- Integration with existing security systems and workflows
3.5 Skilling and Training Programs
Our training programs upskill your workforce with cutting-edge technology knowledge and industry certifications.
- Corporate training programs tailored to organizational needs
- Professional certification preparation (Microsoft, AWS, CompTIA, CISSP)
- Technology workshops and boot camps
- Leadership development for technology executives
User Obligations and Responsibilities
As a client of Marshall Point Technologies, you agree to fulfill certain obligations and responsibilities to ensure the successful delivery and implementation of our services.
4.1 Information Accuracy
You agree to provide accurate, complete, and timely information necessary for the provision of services.
- Accurate business requirements and technical specifications
- Truthful representation of your organization's capabilities
- Timely updates regarding any changes that may affect service delivery
4.2 Cooperation and Access
You agree to cooperate with Marshall Point Technologies and provide necessary access to systems and personnel.
- Systems, networks, and infrastructure required for service delivery
- Key personnel for meetings, reviews, and decision-making
- Documentation, credentials, and resources as reasonably requested
4.3 Acceptable Use
You agree not to use our services for any unlawful, harmful, or unethical purposes.
- Violating any applicable laws, regulations, or third-party rights
- Distributing malware, viruses, or other harmful code
- Attempting to gain unauthorized access to systems or data
- Reverse engineering or attempting to extract source code from our proprietary solutions
Failure to meet these obligations may result in delays, additional costs, or inability to deliver services as originally scoped.
Intellectual Property Rights
Intellectual property rights are fundamental to our business relationship. This section defines ownership and usage rights for all intellectual property.
5.1 Company Intellectual Property
Marshall Point Technologies retains all rights, title, and interest in:
- Pre-existing intellectual property, tools, frameworks, and methodologies
- Our brand names, trademarks, logos, and service marks
- Proprietary software, source code, and algorithms
- Training materials, documentation, and educational content
5.2 Work Product and Deliverables
Upon full payment of all fees, clients receive ownership or an exclusive license to custom deliverables created specifically for their use. However, this ownership does not extend to underlying frameworks or reusable components.
5.3 Restrictions
Unless explicitly authorized in writing, clients may not:
- Sublicense, sell, or distribute our intellectual property to third parties
- Modify, reverse engineer, or create derivative works of proprietary tools
- Remove or alter any proprietary notices or labels
- Use our intellectual property to compete with our services
Payment Terms and Conditions
This section outlines the financial terms governing our services, including pricing, payment schedules, and related obligations.
6.1 Fees and Pricing
Service fees are determined based on project scope, complexity, duration, and resource requirements.
- Fixed Price: A predetermined total cost for defined deliverables
- Time and Materials: Billing based on actual hours worked
- Retainer: Monthly fee for ongoing services and support
- Subscription: Recurring fees for access to platforms or services
6.2 Payment Schedule
| Milestone | Payment Percentage | Timing |
|---|---|---|
| Initial Deposit | 30-50% | Upon contract signing |
| Interim Payment(s) | 20-40% | Upon milestone completion |
| Final Payment | 20-30% | Upon project delivery |
6.3 Late Payments
Late payments are subject to the following consequences:
- Interest charges of 2% per month on overdue amounts
- Suspension of services until payment is received
- Withholding of deliverables pending payment
- Recovery of collection costs and legal fees
Non-payment or persistent late payment may result in suspension of services, legal action, and reporting to credit agencies.
Confidentiality and Data Protection
Both parties recognize the sensitive nature of information exchanged during our engagement and commit to maintaining strict confidentiality and data protection standards.
7.1 Confidential Information
Each party agrees to maintain confidentiality of all proprietary and confidential information disclosed by the other party.
- Technical data, designs, source code, and algorithms
- Business strategies, financial information, and pricing
- Customer lists, employee information, and trade secrets
- Security vulnerabilities and assessment results
7.2 Data Protection Compliance
Marshall Point Technologies is committed to compliance with the Nigeria Data Protection Regulation (NDPR) and other applicable data protection laws.
- Process personal data only as authorized and necessary for service delivery
- Implement appropriate technical and organizational security measures
- Report data breaches to clients and authorities as required by law
- Ensure subcontractors meet equivalent data protection standards
7.3 Duration
Confidentiality obligations survive termination of the agreement and remain in effect for a period of five (5) years from the date of disclosure, or indefinitely for trade secrets.
Liability and Warranties
This section defines the extent of warranties provided and limitations on liability for both parties.
8.1 Service Warranties
Marshall Point Technologies warrants that:
- Services will be performed in a professional and workmanlike manner
- Services will substantially conform to specifications in the Statement of Work
- We have the necessary skills, expertise, and resources to deliver services
- Services will comply with applicable laws and regulations
EXCEPT AS EXPRESSLY STATED ABOVE, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
8.2 Limitation of Liability
To the maximum extent permitted by law:
- Total liability shall not exceed the fees paid by client in the 12 months preceding the claim
- We are not liable for indirect, incidental, consequential, or punitive damages
- We are not liable for loss of profits, revenue, data, or business opportunities
- Claims must be brought within one year of the event giving rise to the claim
8.3 Force Majeure
Neither party is liable for failure to perform obligations due to circumstances beyond reasonable control, including natural disasters, war, terrorism, pandemics, government actions, or failures of third-party infrastructure.
Termination and Suspension
This section outlines the conditions and procedures for terminating or suspending the services agreement.
9.1 Termination for Convenience
Either party may terminate the agreement for convenience with written notice:
- 60 days written notice for ongoing services or retainer agreements
- 30 days written notice for subscription-based services
- Client remains responsible for payment of all services rendered up to termination date
9.2 Termination for Cause
Either party may terminate immediately for cause if the other party:
- Materially breaches these Terms and fails to cure within 30 days of written notice
- Becomes insolvent, files for bankruptcy, or ceases business operations
- Engages in fraud, illegal activities, or gross negligence
- Breaches confidentiality or intellectual property provisions
9.3 Effects of Termination
Upon termination, client must pay all outstanding invoices. Completed deliverables will be delivered upon receipt of final payment. Each party must return or destroy confidential information within 30 days.
Termination does not relieve either party of obligations incurred prior to termination. All accrued rights, remedies, and obligations survive termination.
Governing Law and Dispute Resolution
This section establishes the legal framework for interpretation and enforcement of these Terms.
10.1 Governing Law
These Terms shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to conflict of law principles.
10.2 Jurisdiction
The parties submit to the exclusive jurisdiction of the courts located in Lagos, Nigeria for resolution of any disputes arising from these Terms.
10.3 Dispute Resolution Process
In the event of a dispute, the parties agree to follow this escalation process:
- Step 1: Informal Negotiation - Within 15 business days
- Step 2: Executive Escalation - Additional 15 business days
- Step 3: Mediation - By mutually agreed mediator in Lagos
- Step 4: Arbitration or Litigation - If mediation fails within 60 days
These dispute resolution provisions are designed to resolve conflicts efficiently and cost-effectively. We encourage open communication and good faith efforts to resolve any issues before formal proceedings.
Questions About These Terms?
If you have any questions about these Terms and Conditions or need clarification on any provisions, our legal team is available to assist you.
By using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.